0001193125-17-147673 Sample Contracts

REGISTRATION RIGHTS AGREEMENT BY AND AMONG J.JILL, INC. AND CERTAIN STOCKHOLDERS DATED AS OF MARCH 14, 2017
Registration Rights Agreement • April 28th, 2017 • J.Jill, Inc. • Women's, misses', and juniors outerwear • New York

This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of March 14, 2017, is made by and among:

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STOCKHOLDERS AGREEMENT dated as of March 14, 2017 by and between J.JILL, INC. and TI IV JJILL HOLDINGS, LP
Stockholders Agreement • April 28th, 2017 • J.Jill, Inc. • Women's, misses', and juniors outerwear • Delaware

STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of March 14, 2017, between J.Jill, Inc., a Delaware corporation (the “Corporation”), and TI IV JJill Holdings, LP, a Delaware limited partnership (“Holdings”, and together with any other stockholders of the Corporation who become party hereto in accordance with this Agreement, the “Stockholders”).

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • April 28th, 2017 • J.Jill, Inc. • Women's, misses', and juniors outerwear • Delaware

INDEMNIFICATION AGREEMENT, dated effective as of [ ], 2017 (this “Agreement”), by and between J.Jill, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article 1.

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